How to Draft “Voting Standards” Disclosure for the Proxy

As part of your proxy statement filed with the SEC, you will disclose the number of shares outstanding as of your shareholder meeting’s record date for each voting class – as well as describe the vote requirement for each proposal on the ballot including the treatment of abstentions and broker non-votes.

At the 11:22 mark, our guest – Carl Hagberg – a renowned inspector of elections, who also publishes the “Shareholder Service Optimizer” – joins us to discuss:

1. How can you determine who your record owners are?
2. Some companies disclose that voting is confidential? Do companies get asked that question a lot?
3. How do some companies erroneously describe what their voting standards are in their proxy statement?
4. How often do you see proxy cards – and VIFs – that have voting standard descriptions that vary from what’s in the proxy?

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